Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
October 12 2022 - 08:31AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE
13a-16 OR
15d-16 UNDER
THE
SECURITIES EXCHANGE ACT
OF 1934
For the month of October 2022
Commission File Number: 001-40145
Jowell Global Ltd.
2nd Floor, No. 285 Jiangpu Road
Yangpu District, Shanghai
China 200082
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F: Form 20-F
☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Entry into Material Definitive Agreements
On October 11, 2022, Jowell Global Ltd. (the “Company”)
entered into a Securities Purchase Agreement (the “Purchase
Agreement”) with five purchasers identified on the signature
page thereto (the “Purchasers”) which are the product
distributors and business partners of the Company in China.
Pursuant to the Purchase Agreement, the Company will sell to the
Purchasers in a registered direct offering, an aggregate of
2,576,600 ordinary shares (the “Shares”) of the Company, par
value $0.0001 per share at a purchase price of $1.40 per share, for
aggregate gross proceeds to the Company of $3,607,240, before
deducting estimated offering expenses payable by the Company.
The Shares are being offered and sold by the Company pursuant to an
effective shelf registration statement on Form F-3 previously filed
with the U.S. Securities and Exchange Commission and declared
effective on August 31, 2022 (File No. 333-264109) (the
“Registration Statement”).
The form of Purchase Agreement is filed as Exhibits 10.1 to this
Current Report on Form 6-K. The foregoing summary of
the terms of the Purchase Agreement is subject to, and qualified in
its entirety by form of Purchase Agreement, which is incorporated
herein by reference.
This Current Report on Form 6-K is incorporated by reference into
the Registration Statement.
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
|
Jowell
Global Ltd. |
|
|
Date:
October 12, 2022 |
By: |
/s/
Zhiwei Xu |
|
Name: |
Zhiwei
Xu |
|
Title: |
Chief
Executive Officer |
2
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